SECTION 1 – NAME AND OBJECTS
1. The name of the club shall be Hayling Kitesurfing Association (Hereinafter referred to in these rules as "the club").
2. The object for which the club is formed is to promote and facilitate the sport of kitesurfing and also to provide social and other facilities for members as may be from time to time determined.
SECTION 2- OFFICERS
3. The officers of the club shall be Full or Family members of the club and shall consist of a Chairman, a Secretary, a Treasurer and three other officers. Officers shall be elected at the Annual General Meeting in each year and shall hold office for one year, retiring at the termination of the Annual General Meeting in each year. All Officers of the club shall be eligible for re-election.
4. The Secretary shall:
(a) Keep a register of the club member's names and addresses.
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(b) Conduct the correspondence of the club.
(c) Keep custody of all club documents.
(d) Keep full minutes of all meeting of the club, the committee and sub-committees which shall be confirmed and signed by the appropriate chairman upon the agreement of the club, the committee or sub-committee at the next following meeting of the club, the committee or sub-committee.
(e) Administer such insurance policy or policies as may be needed fully to protect the interests of the club, its officers and its members.
(f) Maintain contact with the club's legal adviser to ensure that the club's affairs are managed in accordance with current law.
5. The Treasurer shall:
(a) Cause such books of account to be kept as are necessary to give a true and fair view of the state of the finances of the club.
(b) Cause all returns as may be required by law in relation to such accounts to be rendered at the due time.
(c) Prepare an Annual Balance Sheet as at 31st December in each year and cause such Balance Sheet (and accounts as necessary) to be audited at least once annually and shall thereafter cause the same to be available for inspection 14 days before the date of the Annual General Meeting.
6. The Honorary Auditors shall:
(a) Be appointed at the Annual General Meeting in each year.
(b) Audit the accounts of the club when called upon to do so and give such certificate of assurance as to the accuracy of the said accounts as shall be required by law or by the committee.
(c) If either is unwilling or unable to act, inform the committee who shall appoint a substitute to hold office until the termination of the next Annual General Meeting.
7. There shall be the following categories of membership with power to vote at all meetings of the club as indicated hereunder. The rights and privileges of each category of members are defined in the latest edition of the bylaws of the club.
No member except a Temporary Member may use any of the facilities of the club until 48 hours have elapsed from the date of posting of notice of election.
8. The rate of Entrance and Subscription Fee for each category of Membership shall be proposed by the committee to the members at the Annual General Meeting in each year. Any proposed changes shall be approved by a majority of those present and entitled to vote and shall become operative on the first day of January in the year following. The current rate of Entrance and Subscription Fee shall be prominently displayed.
9. Every member shall furnish the Secretary with an up-to-date email and postal address, which shall be recorded in the Register of Members, and any notice sent to such address shall be deemed to have been duly delivered.
Election and Retirement of Members
10. Every candidate for membership (except candidates for Honorary Membership) shall be proposed and seconded for election by a Full or Family member of the club, both whom must be personally acquainted with the candidate.
11. An application for membership shall be in the form from time to time prescribed by the committee and shall include the name and address of the candidate and the signatures of the Proposer and the Seconder.
12. Upon receipt of an application for membership the Secretary shall enter such application in a Register of Candidates and shall cause the application form to be circulated to Management committee. The election of all classes of members is vested in the Management Committee and shall be by simple majority vote of those members present and voting at the relevant meeting of the Management Committee. The Secretary shall inform each candidate in writing of the candidate's election or non-election. He shall furnish an elected candidate with a copy of the Rules and Bylaws of the club and request for such payments as are necessary.
13. A member desirous of retiring from membership shall give notice in writing to the Secretary before the last day of January and shall not then be liable to pay the subscription for the following year. Upon re-application by a past member the committee may, at its discretion, excuse the payment of an Entrance Fee.
14. Upon election, a candidate shall pay, within one calendar month, such entrance and other fees as shall be requested. In default of such payment, the election shall be void unless sufficient cause for delay be shown.
15. The committee may cancel, without note being given, the membership of any member whose annual subscription is more than three months in arrears provided that the committee may, at its discretion, re-instate such member upon payment of the arrears. No member whose annual payment are in arrears may any club event nor vote at any meeting.
Conduct of Members
16. Every member, upon election and thereafter, is deemed to have notice of, and impliedly undertakes to comply with, the club Rules and the current Bylaws and Regulations of the club. Any refusal or neglect to do so, or any conduct, which, in the opinion of the committee, is either unworthy of a member or otherwise injurious to the interests of the club, shall render a member liable to expulsion by the committee. PROVIDED THAT, before expelling a member, the Committee shall call upon such member for a written explanation of the member's conduct and shall give the member full opportunity of making explanation to the committee, or of resigning. A resolution to expel a member shall be carried by a simple majority vote by those members of the Management Committee present and
voting on the resolution.
17. A member shall not knowingly remove, injure, destroy or damage any property of the club and shall make restitution for the same if called upon to do so by the committee or by the Secretary upon the instruction of the committee.
18. A member shall not cause any communication in whatever form to be exhibited on the club notice board without permission of the Secretary.
Limitation of Club Liability
19. Members, their guests and visitors are bound by the following Rule: Members of the club their guests or visitors may use the facilities of the club, entirely at their own risk and impliedly accept that:
(a) The club will not accept any liability for any damage to or loss of property belonging to members, their guests or visitors to the club.
(b) The club will not accept any liability for personal injury arising out of the use of the facilities of the club either sustained by members, their guests or visitors or caused by the said members, guests or visitors whether or not such damage or injury could have been attributed to or was occasioned by the neglect default or negligence of any of the Officers, Management Committee or servants of the club.
20. The Management Committee (herein referred to as "the Committee") shall consist of the Officers, ex officio, and not less than four nor more then eight Full or Family members of the club elected at the Annual General Meeting each year to hold office until the termination of the following Annual General Meeting.
21. At the Annual General Meeting each year two of the Full and Family members shall retire in order of election or seniority. In the case of equal seniority the order of retirement shall, failing agreement between the members concerned, be determined by lot. Members retiring under this rule shall not be eligible for re-election to the Committee until the Annual General Meeting next following the meeting at which they retire.
22. Candidates for election to the Committee shall be those members of the retiring Committee eligible to offer themselves for re-election and such other Full or Family members whose nominations (duly proposed and seconded in writing by Full or Family members of the club) with their consent shall have been received by the Secretary at least twenty eight days before the date of the Annual General Meeting in each year. Such nominations, together with the names of the proposer and seconder shall be prominently displayed at least fourteen days prior to the date of the Annual General Meeting.
23. If the number of the candidates for election is greater than the number of vacancies to filled then there shall be a ballot.
24. If the number of candidates for election is equal to or less than the number of vacancies to be filled then all candidates shall be deemed to be elected if two thirds of those present at the Annual General Meeting, and entitled to vote, vote in favor of such election.
25. In the event of the ballot failing to determine the members of the Committee because of an equality of votes the candidate or candidates to be elected from those having an equal number of votes shall be determined by lot.
26. If, for any reason, a casual vacancy shall occur, the Committee may co-opt a Full or Family member to fill such a vacancy until the next following Annual General Meeting.
27. The Committee shall meet at least every three months making such arrangements as to the conduct, place of assembly and holding of such meetings as it may wish.
28. Voting (except in the case of expulsion of a member) shall be by show of hands. In the case of equality of votes the Chairman have a second and casting vote.
29. Five members personally present shall form a quorum at a meeting of the Committee.
Powers of the Committee
30. The Committee shall manage the affairs of the club according to the Rules and shall cause the funds of the club to be applied solely to the objects of the club or for a benevolent or charitable purpose nominated by the Annual General Meeting.
31. The Committee shall make such Bylaws and Regulations as it shall from time to time think fit and shall cause the same to be exhibited at least fourteen days before the date of implementation. Such Byelaws and Regulations shall remain in force until approved or set aside by a vote at a General Meeting of the club.
32. The Committee may appoint such sub-committees as it may deem necessary and may delegate such of its powers as it may think fit upon such terms and conditions as shall be deemed expedient and/or required by the law. Such sub-committees shall consist of such members of the Committee or of the club as the Committee may think fit. Officers of the club shall be ex officio members of all such sub-committees.
33. A member of the Committee, of a sub-committee or any Officer of the club, in transacting business for the club, shall disclose to third parties that be or she is so acting.
34. The Committee, or any person or sub-committee delegated by the Committee to act as agent for the club or its members, shall enter into contracts only so far as expressly authorised, or authorised by implication, by the members. No one shall, without the express authority of the membership in General Meeting, pledge the credit of the membership.
35. In pursuance of the authority vested in the Committee by members of the club, members of the Committee are entitled to be indemnified by the members of the club against any liabilities properly incurred by them or any one of them on behalf of the club wherever the contract is of a duly authorized nature or could be assumed to be of a duly authorised nature and entered into on behalf of the club, The limit of an individual member's indemnity in this respect shall be a sum equal to one years subscription at the then current rate for that category of membership unless the Committee has been authorised to exceed such limit by a General Meeting of the club.
36. The Committee may nominate for election at an Annual General Meeting such Honorary Members as the Committee may think fit. The total of such Honorary members shall not, however, at any time exceed five percent of the total number of members nor shall the number of Honorary Members exceed at any one time six in number. The Election of Honorary Members shall be put to the vote at the Annual General Meeting each year and such Honorary Members shall be duly elected if two thirds of those present, and entitled to vote, vote in favor of election.
37. There shall be at least three Trustees of the club who shall be appointed from time to time as necessary by the Committee of the club from among Full members or Honorary members who are willing to be so appointed, A Trustee shall hold office during his lifetime or until he shall resign, by notice in writing given to the Committee or until a resolution removing him from office shall be passed at a meeting of the Committee by a majority comprising two-thirds of the members present and entitled to vote.
38. All property of the club, including land and investments, shall be held by the Trustees for the time being, in their own names far as is necessary and practicable, on trust for the use and benefit of the club. On the death, resignation, or removal from office of a Trustee, the Committee shall nominate a new Trustee in his place, and shall as soon as possible thereafter take all lawful and practicable steps to procure the vesting of all club property into the names of the Trustees as constituted after such nomination. For the purpose of giving effect to such nomination, the Secretary for the time being is hereby nominated as the person to appoint new Trustees of the club within the meaning of Section 36 of the Trustees Act 1925 and he shall by deed duly appoint the person or persons so nominated by the Committee.
39. The Trustees shall in all respects act, in regard to any property of the club held by them, in accordance with the directions of the Committee, and shall have power to sell, lease, mortgage or pledge any club property so held for the purpose of raising or borrowing money for the benefit of the club in compliance with the Committee's direction (which shall be duly recorded in the minutes of the proceedings of the Committee) but no purchaser, lessee or mortgagee shall be concerned to enquire whether any such direction has been given.
40. The Trustee Shall be effectually indemnified by the Committee out of the assets of the club from and against any liability, costs, expenses and payments whatsoever which may be properly incurred or made by them in the exercise of their duties or in relation to any property of the club vested in them, or in relation to any legal proceedings, or which otherwise relate directly or indirectly to the performance of the functions of a Trustee of the club.
41. An Annual General Meeting of the club shall be held each year in the month of March on a date to be fixed by the Committee, The Secretary shall at least fourteen days before the date of such meeting or any General Meeting as hereinafter mentioned post or deliver to each member notice thereof and of the business to be brought forward thereat.
42. No business, except the passing of the accounts and the election of Officers, Committee, Trustees and Honorary Auditors, and any business that the Committee may order to be inserted in the notice convening the meeting shall be discussed at such meeting unless notice thereof be given in writing by a member entitled to vote to the Secretary at least forty two days before the date of the Annual General Meeting.
43. The Committee may at any time, upon giving twenty one days notice in writing call a General Meeting of the club for any special business, the nature of which shall be stated in the summons convening the meeting, and the discussion at such meeting shall be confined to the business stated in the notice sent to members.
44. The Committee similarly call a General Meeting upon a written request addressed to the Secretary by at least 15 members. The discussion at such meeting shall be confined to the business stated in the notice sent to members.
45. At every meeting of the club a chairman elected by those present shall preside.
46. Fifteen members entitled to vote and personally present shall form a quorum at any meeting of the club.
47. Only Full, Family and Honorary members shall vote at any meeting of the club. Other members may attend but are not entitled to vote.
48. Voting, except upon the election of members of the Committee shall be by show of hands.
49. In the case of an equality of votes the Chairman shall have a second or casting vote, on any matter other than the election of members of the Committee.
50. On any resolution properly put to a meeting of the club relating to the creation, repeal or amendment of any Rule, Bylaw or Regulation of the club such Rule, Byelaw or Regulation shall not be created, repealed or amended except by a majority vote at least two thirds of those present and entitled to vote.
51. If, upon the winding up or dissolution of the club, there remains after the satisfaction of all its debts and liabilities any property whatsoever, the same shall not be paid to or distributed amongst the members of the club but shall be given or transferred to some other institution or institutions having objects similar to the objects of the club, such institution or institutions to be determined by the members of the club by resolution passed at a General Meeting at or before the time of the dissolution and if and so far effect cannot be given to such provision then to some charitable object."